A 56
CAP. 70]
The Hongkong and Shanghai Bank Regulations
[1989 Ed.
[Subsidiary]
(i) the basis of any such allotment shall be determined by the
board;
(ii) the board shall determine the manner in which shareholders shall be entitled to elect to receive cash in lieu of such an allotment, and the board may make such arrangements as to the giving of notice to shareholders, providing for forms of election for completion by shareholders (whether in respect of a particular dividend or dividends or generally), determining the procedure for making such elections or revoking the same and the place at which and the latest date and time by which any forms of election or other documents by which elections are made or revoked must be lodged, and otherwise make all such arrangements and do all such things, as the board considers necessary or expedient in connection with the provisions of this paragraph (1)(b);
(iii) the right of election may be exercised in respect of the whole of that portion of the dividend in respect of which the right of election has been accorded provided that the board may determine, either generally or in any specific case, that such right shall be exercisable in respect of the whole or any part of such portion;
(iv) the dividend (or that part of the dividend to be satisfied by the allotment of shares as aforesaid) shall not be payable in cash on shares in respect whereof the cash election has not been duly exercised (“the non-elected shares”) and in lieu and in satisfaction thereof shares shall be allotted credited as fully paid to the holders of the non-elected shares on the basis of allotment determined as aforesaid and for such purpose the board shall capitalize and apply out of any part of any of the bank's reserve accounts (including any share premium account) or profit and loss account or out of any amount otherwise available for distribution as the board may determine, a sum equal to the aggregate nominal amount of shares to be allotted on such basis and apply the same in paying up in full the appropriate number of unissued shares for allotment and distribution to and amongst the holders of the non-elected shares on such basis.
(2) Shares allotted pursuant to paragraph (1) of this regulation shall rank pari passu in all respects with all other shares in the bank then in issue save only as regards participation:
(a) in the relevant dividend (including the right to make either of the
elections referred to above); or